Common use of Title to Alterations Clause in Contracts

Title to Alterations. All alterations, additions and improvements installed in, on or about the Building or the Property (including, but not limited to, lab benches, fume hoods, cold rooms and other similar improvements and equipment) shall become part of the Property and shall become the property of Landlord, unless Landlord elects to require Tenant to remove the same upon the termination of this Lease; PROVIDED, however, that the foregoing shall not apply to Tenant's movable furniture, equipment and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentence. Tenant shall promptly repair any damage caused by its removal of any such furniture, equipment or trade fixtures. Notwithstanding any other provisions of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building or the Property, at the expiration or termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed in the Building, even if such equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter or otherwise; and (b) if Tenant requests Landlord's written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any of the improvements constructed by Tenant as part of Tenant's Work under the Workletter, except to the extent that Landlord, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends to require removal of any specified elements of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claim, during the term of this Lease, all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant with Tenant's own funds (and without any payment or reimbursement by Landlord pursuant to the Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized in this Section 9.2 as becoming Landlord's property upon installation, in recognition of the fact that Tenant will have installed and paid for such items, will have the right of possession of such items during the term of this Lease and will have the obligation to pay (directly or indirectly) property taxes on such items, carry insurance on such items and bear the risk of loss with respect to such items under Article 15 hereof. If and to the extent it becomes necessary, in implementation of the foregoing intentions, to identify (either specifically or on a percentage basis, as may be required under applicable tax laws) which alterations, additions, improvements and equipment constructed as part of Tenant's Work under the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make such an identification by mutual agreement.

Title to Alterations. Title to all Alterations of such a nature as cannot be removed without damage to the Facility, including all carpeting, decorations, finishings, and counters, shall vest in City on the Expiration Date. All permanent buildings, structures, and improvements, including pipelines, storage tanks, pumps, electric controls, and other like facilities and appurtenances, thereto erected or by installed by Tenant hereafter constructed or placed upon the premises or in rights of way and easements given by City to Tenants, and all alterations, additions modifications and in enlargements thereof and improvements installed in, on or about the Building or the Property (includingtherein shall not be deemed trade fixtures, but not limited to, lab benches, fume hoods, cold rooms and other similar improvements and equipment) shall become part of the Property premises, subject to Tenants rights of possession, use and shall become the property of Landlord, unless Landlord elects to require Tenant to remove the same upon the termination of this Lease; PROVIDED, however, that the foregoing shall not apply to Tenant's movable furniture, equipment and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentence. Tenant shall promptly repair any damage caused by its removal of any such furniture, equipment or trade fixtures. Notwithstanding any other provisions of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building or the Property, at the expiration or termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed in the Building, even if such equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter or otherwise; and (b) if Tenant requests Landlord's written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any of the improvements constructed by Tenant as part of Tenant's Work under the Workletter, except to the extent that Landlord, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends to require removal of any specified elements of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claim, occupancy during the term of this Leaselease in accordance with the terms and conditions thereof. Notwithstanding the provisions of this section, all tax attributes associated with alterationsCity retains the rights to require tenant to remove at the termination of this lease any buildings, additionsstructures, and improvements and equipment constructed or installed by the Tenant. All other equipment of such nature as to constitute trade fixtures shall remain the property of Tenant. On the Expiration Date, Tenant with may remove said trade fixtures or Director may require that Tenant remove same at Tenant's own funds (and without any payment or reimbursement by Landlord pursuant ’s expense. Prior to the Rent Commencement Date, Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized in this Section 9.2 as becoming Landlord's property upon installation, in recognition of the fact that Tenant will have installed and paid for such items, will have the right of possession shall submit to Director a proposed list of such items trade fixtures; said list may be subsequently amended during the term of this Lease to reflect any changes in said trade fixtures. Tenant agrees and will have understands that “fixture” is defined as a thing affixed to premises that is bolted, nailed, screwed, cemented and/or plastered. For the obligation to pay (directly or indirectly) property taxes on such itemspurpose of this Lease, carry insurance on such items fixtures shall include slat wall, counters and bear the risk of loss with respect to such items under Article 15 hereof. If and like, attached to the extent it becomes necessary, in implementation physical structure of the foregoing intentionspremises in any matter whatsoever. On the Expiration Date, all fixtures, other than those deemed trade fixtures by City, shall become the property of City. Tenant shall be liable to identify (either specifically or on a percentage basisCity for City’s costs for storing, as may be required under applicable tax laws) which alterations, additions, improvements removing and equipment constructed as part disposing of any alterations of Tenant's Work under ’s personal property, and of restoration of the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make such an identification by mutual agreementPremises.

Title to Alterations. All Except as otherwise provided hereinbelow, Tenant shall at all times retain title to any alterations, additions and improvements installed inshall be entitled to claim any depreciation, on or about the Building or the Property (includinginvestment tax credits, but not limited to, lab benches, fume hoods, cold rooms and other similar improvements and equipment) tax benefits available in connection therewith. Tenant shall become part also be entitled to remove any alterations installed by Tenant at its own expense, provided such removal can be accomplished without causing damage to structural portions of the Property Building, and provided further that Tenant at its sole expense promptly repairs any and all damage occasioned by such removal. If at the time Tenant installs or constructs any alterations, Tenant requests and receives Landlord's permission to leave such alterations on the Premises upon expiration or sooner termination of the Lease term, then Tenant shall become have no obligation to remove the property same upon expiration or sooner termination of the Lease term. If Tenant fails at the time of installation to request or obtain Landlord's consent to leaving such alterations on the Premises upon expiration or sooner termination of the Lease term, unless then Landlord elects shall be entitled to require Tenant to remove the same upon and restore the Premises to its original condition subject to reasonable wear and tear, perils, and Acts of God, prior to expiration or promptly after sooner termination of this Lease; PROVIDEDthe Lease term, however, that the foregoing shall not apply to at Tenant's movable furniture, equipment sole cost and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentenceexpense. Tenant shall promptly repair any damage caused by its removal of any such furniture, equipment or trade fixtures. Notwithstanding any other provisions of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building or the Property, at the expiration or termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed in the Building, even if such equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter or otherwise; and (b) if Tenant requests Landlord's written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any of the improvements constructed by Tenant as part of Tenant's Work under the Workletter, except to the extent that Landlord, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends to require removal of any specified elements of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claimleave the Tenant Improvements in the Premises upon expiration or sooner termination of the Lease term. Tenant shall be obligated to remove the Additional Improvements upon expiration or sooner termination of the Lease term. The rights of Landlord and obligations of Tenant under this paragraph shall survive termination of the Lease term. All alterations and other property of Tenant which remain on the Premises upon expiration or sooner termination of the Lease term, during subject to the term of this Lease16 23 preceding subparagraph, all tax attributes associated with alterations, additions, improvements and equipment constructed or installed shall be deemed abandoned by Tenant and at Landlord's sole election shall be deemed the sole property of Landlord without need for consideration therefor from Landlord to Tenant. Landlord, within ten (10) days after demand from Tenant, shall execute and deliver any documents required by any supplier, lessor, or lender in connection with the installation in the Premises of Tenant's own funds (and without personal property or Tenant's trade fixtures in which Landlord waives any payment rights it may have or reimbursement by Landlord pursuant to the Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized in this Section 9.2 as becoming Landlord's property upon installation, in recognition of the fact that Tenant will have installed and paid for such items, will have the right of possession of such items during the term of this Lease and will have the obligation to pay (directly or indirectly) property taxes on such items, carry insurance on such items and bear the risk of loss require with respect to such items under Article 15 hereof. If and that property, if the supplier, lessor, or lender agrees in writing that (a) it will remove that property from the Premises before the expiration of the Lease term or within thirty (30) days after sooner termination of the term, provided that if it does not remove the property within said period it shall have waived any rights it may have had to the extent property, and (b) it becomes necessary, in implementation of shall repair any damage to the foregoing intentions, to identify Premises occasioned by such removal at its sole cost and expense within five (either specifically or on a percentage basis, as may be required under applicable tax laws5) which alterations, additions, improvements and equipment constructed as part of Tenant's Work under the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make days after such an identification by mutual agreementremoval.

Title to Alterations. All alterationsAlterations of such a nature as cannot be removed without damage to the Rental Car Facility, additions including all permanent buildings, structures, and improvements improvements, pipelines, storage tanks, pumps, electric controls, and other like facilities and appurtenances, erected or by installed inby Tenant during the Term of this Lease or any prior lease, on or about the Building or the Property (includingshall not be deemed trade fixtures, but not limited to, lab benches, fume hoods, cold rooms and other similar improvements and equipment) shall become part of the Property Premises and title thereto shall become vest in City on the property Expiration Date, subject to Tenants rights of Landlordpossession, unless Landlord elects use and occupancy during the Term of this Lease. City retains the rights to require Tenant to remove the same upon the termination of this Lease; PROVIDED, however, that the foregoing shall not apply to Tenant's movable furniture, equipment and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentence. Tenant shall promptly repair any damage caused by its removal of any such furniture, equipment or trade fixtures. Notwithstanding any other provisions of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building or the Property, at the expiration or earlier termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed in the Building, even if such equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter or otherwise; and (b) if Tenant requests Landlord's written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any such buildings, structures, and improvements installed by Tenant, at Tenant’s sole cost and expense. All other equipment of such nature as to constitute trade fixtures shall remain the improvements constructed by Tenant as part property of Tenant's Work under . On the WorkletterExpiration Date, except Tenant may remove said trade fixtures or Director may require that Tenant remove the same at Tenant’s expense. Prior to the extent that LandlordRent Commencement Date, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends shall submit to require removal of any specified elements Director a proposed list of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall trade fixtures; said list may be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claim, during the term of this Lease, all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant with Tenant's own funds (and without any payment or reimbursement by Landlord pursuant to the Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized in this Section 9.2 as becoming Landlord's property upon installation, in recognition of the fact that Tenant will have installed and paid for such items, will have the right of possession of such items subsequently amended during the term of this Lease to reflect any changes in said trade fixtures. Tenant agrees and will have understands that “fixture” is defined as a thing affixed to premises that is bolted, nailed, screwed, cemented and/or plastered. For the obligation to pay (directly or indirectly) property taxes on such itemspurpose of this Lease, carry insurance on such items fixtures shall include slat wall, counters, carpeting, decorations, finishings, and bear the risk of loss with respect to such items under Article 15 hereof. If and like, attached to the extent it becomes necessary, in implementation physical structure of the foregoing intentionsPremises in any matter whatsoever. On the Expiration Date, all fixtures, other than those deemed trade fixtures by City, shall become the property of City. Tenant shall be liable to identify (either specifically or on a percentage basisCity for City’s costs for storing, as may be required under applicable tax laws) which alterations, additions, improvements removing and equipment constructed as part disposing of Tenant's Work under ’s personal property, and of restoration of the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make such an identification by mutual agreementPremises.

Title to Alterations. All alterations, additions and improvements installed in, on or about the Building Buildings or the Property (including, but not limited to, lab benches, fume hoods, cold rooms and other similar improvements and equipment) shall become part of the Property and shall become the property of Landlord, unless Landlord elects to require Tenant to remove the same upon the termination of this Lease; PROVIDEDprovided, however, that the foregoing shall not apply to Tenant's ’s movable furniture, furniture and equipment and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentence. Tenant shall promptly repair any damage caused by its removal of any such furniture, equipment or trade fixtures. Notwithstanding any other provisions of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building Buildings or the Property, during the term of this Lease or at the expiration or termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed existing in the BuildingBuildings (i) in the case of Building 3, even at the time Tenant took occupancy of Building 3 pursuant to the Sublease, and/or (ii) in the case of Buildings 2, on the Building 2 Commencement Date, in each case except with Landlord’s written consent (which consent may take the form of either (x) a separate written consent or (y) a written approval of plans for proposed alterations or improvements, if and to the extent that such plans specifically show the removal or relocation of any existing lab benches, fume hoods, cold rooms or other similar improvements or equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter proposed alterations or otherwise; improvements), and (b) if Tenant requests Landlord's ’s written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's ’s consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any of the improvements constructed by Tenant as part of Tenant's Work under the Workletter, except to the extent that Landlord, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends to require removal of any specified elements of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claim, during the term of this Lease, all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant with Tenant's own funds (and without any payment or reimbursement by Landlord pursuant to the Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized Nothing in this Section 9.2 as becoming Landlord's property upon installationis intended, in recognition of the fact that or shall be construed, to alter or impair any ownership rights acquired by Tenant will have installed and paid for such items, will have the right of possession of such items during the term of this Lease and will have the obligation to pay (directly or indirectly) property taxes on such items, carry insurance on such items and bear the risk of loss with respect to any such items under Article 15 hereof. If existing personal property, furnishings or equipment previously owned by Sugen, Inc. and conveyed by Sugen, Inc. to Tenant pursuant to the extent it becomes necessary, Sublease (as specified in implementation Paragraph 4 of the foregoing intentions, Sublease and Exhibit C-1 to identify (either specifically or on a percentage basis, as may be required under applicable tax laws) which alterations, additions, improvements and equipment constructed as part of Tenant's Work under the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make such an identification by mutual agreementSublease).

Title to Alterations. All alterations, additions and improvements installed inExcept as provided herein, on revocation or about termination of this Permit, all Alterations made by Permittee, including all structural construction, foundation, roof, HVAC, plumbing, electricity and similar equipment shall vest in City. Title to all Alterations of such a nature as cannot be removed without substantial damage to the Building building, including all carpeting, decorations, finishings, and counters, shall vest in City on the revocation or termination of this Permit. All other equipment of such nature as to constitute trade fixtures shall remain the Property (includingproperty of Permittee. On the revocation or termination of this Permit, but not limited toPermittee may remove said trade fixtures or Director may require that Permittee remove same at Permittee’s expense. Prior to the Commencement Date, lab benchesPermittee shall submit to Director a proposed list of such trade fixtures; said list may be subsequently amended during the term of this Permit to reflect any changes in said trade fixtures. Permittee agrees and understands that fixture is defined as a thing affixed to premises that is bolted, fume hoodsnailed, cold rooms screwed, cemented and/or plastered. For the purpose of this Permit, fixtures shall include slat wall, counters and other similar improvements and equipment) shall become part the like, attached to the physical structure of the Property and premises in any matter whatsoever. On the revocation or termination of this Permit, all fixtures, other than those deemed trade fixtures by City, shall become the property of LandlordCity. Permittee shall be liable to City for City’s costs for storing, unless Landlord elects to require Tenant to remove the same upon the termination of this Lease; PROVIDED, however, that the foregoing shall not apply to Tenant's movable furniture, equipment removing and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentence. Tenant shall promptly repair any damage caused by its removal disposing of any such furniturealterations of Permittee’s personal property, equipment or trade fixtures. Notwithstanding any other provisions and of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building or the Property, at the expiration or termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed in the Building, even if such equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter or otherwise; and (b) if Tenant requests Landlord's written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) restoration of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any of the improvements constructed by Tenant as part of Tenant's Work under the Workletter, except to the extent that Landlord, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends to require removal of any specified elements of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claim, during the term of this Lease, all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant with Tenant's own funds (and without any payment or reimbursement by Landlord pursuant to the Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized in this Section 9.2 as becoming Landlord's property upon installation, in recognition of the fact that Tenant will have installed and paid for such items, will have the right of possession of such items during the term of this Lease and will have the obligation to pay (directly or indirectly) property taxes on such items, carry insurance on such items and bear the risk of loss with respect to such items under Article 15 hereof. If and to the extent it becomes necessary, in implementation of the foregoing intentions, to identify (either specifically or on a percentage basis, as may be required under applicable tax laws) which alterations, additions, improvements and equipment constructed as part of Tenant's Work under the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make such an identification by mutual agreementPremises.

Title to Alterations. Title to all Alterations of such a nature as cannot be removed without damage to the Facility, including all carpeting, decorations, finishings, and counters, shall vest in City on the Expiration Date. All permanent buildings, structures, and improvements, including pipelines, storage tanks, pumps, electric controls, and other like facilities and appurtenances, thereto erected or by installed by Tenant hereafter constructed or placed upon the premises or in rights of way and easements given by City to Tenants, and all alterations, additions modifications and in enlargements thereof and improvements installed in, on or about the Building or the Property (includingtherein shall not be deemed trade fixtures, but not limited to, lab benches, fume hoods, cold rooms and other similar improvements and equipment) shall become part of the Property premises, subject to Tenants rights of possession, use and shall become the property of Landlord, unless Landlord elects to require Tenant to remove the same upon the termination of this Lease; PROVIDED, however, that the foregoing shall not apply to Tenant's movable furniture, equipment and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentence. Tenant shall promptly repair any damage caused by its removal of any such furniture, equipment or trade fixtures. Notwithstanding any other provisions of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building or the Property, at the expiration or termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed in the Building, even if such equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter or otherwise; and (b) if Tenant requests Landlord's written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any of the improvements constructed by Tenant as part of Tenant's Work under the Workletter, except to the extent that Landlord, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends to require removal of any specified elements of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claim, occupancy during the term of this Leaselease in accordance with the terms and conditions thereof. Notwithstanding the provisions of this section, all tax attributes associated with alterationsCity retains the rights to require tenant to remove at the termination of this lease any buildings, additionsstructures, and improvements and equipment constructed or installed by the Tenant. All other equipment of such nature as to constitute trade fixtures shall remain the property of Tenant. On the Expiration Date, Xxxxxx may remove said trade fixtures or Director may require that Tenant with Tenant's own funds (and without any payment or reimbursement by Landlord pursuant remove same at Xxxxxx’s expense. Prior to the Rent Commencement Date, Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized in this Section 9.2 as becoming Landlord's property upon installation, in recognition of the fact that Tenant will have installed and paid for such items, will have the right of possession shall submit to Director a proposed list of such items trade fixtures; said list may be subsequently amended during the term of this Lease to reflect any changes in said trade fixtures. Xxxxxx agrees and will have understands that “fixture” is defined as a thing affixed to premises that is bolted, nailed, screwed, cemented and/or plastered. For the obligation to pay (directly or indirectly) property taxes on such itemspurpose of this Lease, carry insurance on such items fixtures shall include slat wall, counters and bear the risk of loss with respect to such items under Article 15 hereof. If and like, attached to the extent it becomes necessary, in implementation physical structure of the foregoing intentionspremises in any matter whatsoever. On the Expiration Date, all fixtures, other than those deemed trade fixtures by City, shall become the property of City. Tenant shall be liable to identify (either specifically or on a percentage basisCity for City’s costs for storing, as may be required under applicable tax laws) which alterationsremoving and disposing of any alterations of Xxxxxx’s personal property, additions, improvements and equipment constructed as part of Tenant's Work under restoration of the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make such an identification by mutual agreementPremises.

Title to Alterations. All alterations, additions and improvements installed in, on or about the Building or the Property (including, but not limited to, lab benches, fume hoods, cold rooms and other similar improvements and equipment) shall become part of the Property and shall become the property of Landlord, unless Landlord elects to require Tenant to remove the same upon the termination of this Lease; PROVIDEDprovided, however, that the foregoing shall not apply to Tenant's ’s movable furniture, furniture and equipment and trade fixtures, except to the extent any such items are specifically identified in the parenthetical in the initial portion of this sentence. Tenant shall promptly repair any damage caused by its removal of any such furniture, equipment or trade fixtures. Notwithstanding any other provisions of this Article 9, however, (a) under no circumstances shall Tenant have any right to remove from the Building or the Property, during the term of this Lease or at the expiration or termination of this Lease, any lab benches, fume hoods, cold rooms or other similar improvements and equipment installed existing in the BuildingBuilding on the Commencement Date, even except with Landlord’s written consent (which consent may take the form of either (i) a separate written consent or (ii) a written approval of plans for proposed alterations or improvements, if and to the extent that such plans specifically show the removal or relocation of any existing lab benches, fume hoods, cold rooms or other similar improvements or equipment and improvements were installed by Tenant as part of Tenant's Work under the Workletter proposed alterations or otherwise; improvements), and (b) if Tenant requests Landlord's ’s written consent to any alterations, additions or improvements under Section 9.1 hereof and, in requesting such consent, asks that Landlord specify whether Landlord will require removal of such alterations, additions or improvements upon termination or expiration of this Lease, then Landlord shall not be entitled to require such removal unless Landlord specified its intention to do so at the time of granting of Landlord's ’s consent to the requested alterations, additions or improvements. Without limiting the generality of clause (b) of the preceding sentence, Tenant shall not be required to remove upon termination or expiration of this Lease any of the improvements constructed by Tenant as part of Tenant's Work under the Workletter, except to the extent that Landlord, in granting its approval of the plans and specifications for Tenant's Work under the Workletter, advises Tenant in writing that Landlord intends to require removal of any specified elements of such Tenant's Work upon termination or expiration of this Lease. Notwithstanding any other provisions of this Article 9, (x) it is the intention of the parties that Landlord shall be entitled to claim all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant or Landlord with funds provided by Landlord pursuant to the Tenant Improvement Allowance; and (y) it is the intention of the parties that Tenant shall be entitled to claim, during the term of this Lease, all tax attributes associated with alterations, additions, improvements and equipment constructed or installed by Tenant with Tenant's own funds (and without any payment or reimbursement by Landlord pursuant to the Tenant Improvement Allowance), despite the fact that the items described in this clause (y) are characterized in this Section 9.2 as becoming Landlord's property upon installation, in recognition of the fact that Tenant will have installed and paid for such items, will have the right of possession of such items during the term of this Lease and will have the obligation to pay (directly or indirectly) property taxes on such items, carry insurance on such items and bear the risk of loss with respect to such items under Article 15 hereof. If and to the extent it becomes necessary, in implementation of the foregoing intentions, to identify (either specifically or on a percentage basis, as may be required under applicable tax laws) which alterations, additions, improvements and equipment constructed as part of Tenant's Work under the Workletter have been funded through the Tenant Improvement Allowance and which have been constructed or installed with Tenant's own funds, Landlord and Tenant agree to cooperate reasonably and in good faith to make such an identification by mutual agreement.